Is the Mr. Sandless guarantor bound by the restrictions contained in the Franchise Agreement?
Mr_Sandless Franchise · 2025 FDDAnswer from 2025 FDD Document
| WHEREAS, a Franchise Agreement dated | ("Franchise Agreement"), has |
|---|---|
| been entered into between Mr. Sandless Franchise LLC ("Franchisor") and | |
| (referred to as "Franchisee") for the operation by Franchisee of a Mr. Sandless pursuant to such | |
| Franchise Agreement; and | |
| WHEREAS, the undersigned guarantor desires to guarantee the obligations of Franchisee to | |
| Franchisor; | |
| NOW, THEREFORE, the parties hereto, intending to be legally bound, do hereby agree as follows: | |
| The undersigned, as a person with an interest in a Mr. Sandless franchise, agrees to personally and | |
| unconditionally guarantee the obligations of Franchisee to Franchisor and shall personally be subject to and | |
| bound by all terms, conditions, restrictions and prohibitions contained in the Franchise Agreement | |
| including, without limitation, the confidentiality provisions, covenants, and indemnification provisions | |
| contained in Sections 12, 18 and 19.4, respectively. Further, the undersigned agrees to personally act as | |
| surety for the full and faithful performance of all of the financial obligations, commitments and payments | |
| required of the Franchisee in such Franchise Agreement. The undersigned agrees that Franchisor does not | |
| have to pursue any remedies it may have against the Franchisee or any other individual guarantor; but, | |
| rather, it may proceed directly and primarily against the undersigned with or without joining the Franchisee | |
| or other guarantors as principals or as named parties in any such proceeding. The undersigned is jointly | |
| and severally liable for such obligations, commitments and payments required of the Franchisee. | |
| Guarantor | |
| Address: | |
Source: Item 22 — CONTRACTS (FDD page 42)
What This Means (2025 FDD)
According to the 2025 Mr. Sandless Franchise Disclosure Document, the guarantor is indeed bound by the restrictions outlined in the Franchise Agreement. The Guaranty Agreement explicitly states that the guarantor agrees to personally and unconditionally guarantee the franchisee's obligations to Mr. Sandless. This extends to all terms, conditions, restrictions, and prohibitions within the Franchise Agreement.
Specifically, the guarantor is subject to the confidentiality provisions, covenants, and indemnification provisions detailed in Sections 12, 18, and 19.4 of the agreement. Furthermore, the guarantor acts as surety for all financial obligations, commitments, and payments required of the franchisee. Mr. Sandless does not have to pursue remedies against the franchisee first; they can proceed directly against the guarantor.
This arrangement makes the guarantor jointly and severally liable for the franchisee's obligations. This means Mr. Sandless can seek full payment or compliance from either the franchisee or the guarantor. The guarantor cannot claim Mr. Sandless should have pursued the franchisee first. This provides Mr. Sandless with a direct avenue to enforce the agreement and recover any losses, enhancing the security of the franchise agreement.
For a prospective Mr. Sandless franchisee, this highlights the importance of carefully selecting a guarantor who fully understands the obligations they are undertaking. The guarantor should be financially stable and aware of the potential liabilities they are assuming. Franchisees should ensure their guarantor reviews the Franchise Agreement thoroughly with legal counsel to fully grasp the implications of the Guaranty Agreement.